Common use of Legend Removal Clause in Contracts

Legend Removal. (a) Certificates evidencing the Shares shall not contain the legend set forth in Section 5.10(a) hereof: (i) following a sale of such Shares pursuant to a registration statement covering the resale of such Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Shares pursuant to Rule 144, (iii) if such Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 4 contracts

Samples: Stock Purchase Agreement (Voyager Therapeutics, Inc.), Stock Purchase Agreement (Voyager Therapeutics, Inc.), Stock Purchase Agreement (Neurocrine Biosciences Inc)

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Legend Removal. (a) Certificates Book entries evidencing the Shares shall not contain the legend set forth in Section 5.10(a) hereof6.1: (ia) following a sale of such Shares pursuant to a registration statement covering the resale of such Shares, while such registration statement is effective under the Securities Act, (iib) following any sale of such Shares pursuant to Rule 144, (iiic) if such Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Shares and without volume or manner-of-sale restrictions under Rule 144 or (ivd) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC). The Company will not make any notation on its records or give instructions to its registered office provider that enlarge the restrictions on transfer set forth in this Agreement.

Appears in 3 contracts

Samples: Ordinary Share Purchase Agreement (Stealth BioTherapeutics Corp), Ordinary Share Purchase Agreement (Stealth BioTherapeutics Corp), Ordinary Share Purchase Agreement (Stealth BioTherapeutics Corp)

Legend Removal. (a) Certificates evidencing the Purchased Shares shall not contain the legend set forth in Section 5.10(a5.11(a) hereof: (i) following a sale of such Purchased Shares pursuant to a registration statement covering the resale of such Purchased Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Purchased Shares pursuant to Rule 144, (iii) if such Purchased Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Purchased Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 2 contracts

Samples: Share Purchase Agreement (Xenon Pharmaceuticals Inc.), License and Collaboration Agreement (Xenon Pharmaceuticals Inc.)

Legend Removal. (a) Certificates Upon request of the Investor and subject to Section 10.4(c), the Company shall cause the certificates evidencing the Shares shall to not contain the legend set forth in Section 5.10(a) hereof: ): (i) following a sale of such Shares pursuant to a registration statement covering the resale of such Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Shares pursuant to Rule 144, (iii) if such Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 1 contract

Samples: Stock Purchase Agreement (Tracon Pharmaceuticals, Inc.)

Legend Removal. (a) Certificates evidencing the Shares shall not contain the legend set forth in Section 5.10(a) hereof: ): (i) following a sale of such Shares pursuant to a registration statement covering the resale of such Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Shares pursuant to Rule 144, (iii) if such Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 1 contract

Samples: Stock Purchase Agreement (Achillion Pharmaceuticals Inc)

Legend Removal. (a) Certificates evidencing the Purchased Shares shall not contain the legend set forth in Section 5.10(a5.(a) hereof: (i) following a sale of such Purchased Shares pursuant to a registration statement covering the resale of such Purchased Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Purchased Shares pursuant to Rule 144, (iii) if such Purchased Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Purchased Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 1 contract

Samples: Share Purchase Agreement (Xenon Pharmaceuticals Inc.)

Legend Removal. (a) Certificates evidencing the Purchased Shares shall not contain the legend set forth in Section 5.10(a5.11(a) hereof: (i) following a sale of such Purchased Shares pursuant to a registration statement covering the resale of such Purchased Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Purchased Shares pursuant to Rule 144, (iii) if such Purchased Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Purchased Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 1 contract

Samples: Share Purchase Agreement (Xenon Pharmaceuticals Inc.)

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Legend Removal. (a) Certificates evidencing the Shares shall not contain the legend set forth in Section 5.10(a) hereof: ): (i) following a sale of such Shares pursuant to a registration statement covering the resale of such Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Shares pursuant to Rule 144, (iii) if such Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 1 contract

Samples: Stock Purchase Agreement (Macrogenics Inc)

Legend Removal. (a) Certificates evidencing the Subject Shares shall not contain the legend set forth in Section 5.10(a4(c) hereofabove: (i) following a sale of such Subject Shares pursuant to a registration statement covering the resale of such Subject Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Subject Shares pursuant to Rule 144, (iii) if such Subject Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Subject Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC).

Appears in 1 contract

Samples: Stock Purchase Agreement (BK Technologies Corp)

Legend Removal. (a) Certificates evidencing the Shares shall not contain the legend set forth in Section 5.10(a) hereof: 5.11(a): (i) following a sale of such Shares pursuant to a registration statement covering the resale of such Shares, while such registration statement is effective under the Securities Act, (ii) following any sale of such Shares pursuant to Rule 144, 144 or (iii) if such Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Shares and without volume or manner-of-sale restrictions under Rule 144 or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the SEC)144.

Appears in 1 contract

Samples: Stock Purchase Agreement (Arvinas, Inc.)

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